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Contract analysis / lien-release-request-letter.docx
lien-release-request-letter.docx
High · 1
Medium · 3
Standard · 4
I. Opening / Reference to Credit Agreement and Payoff
Standard
⚑ Commercial term
I. Opening / Reference to Credit Agreement and Payoff Verimark Hospitality Group Inc., a Delaware corporation (the "Borrower" or "VHG"), hereby delivers this letter to Greystone National Bank, N.A. ("Greystone"), in its capacity as Administrative Agent (in such capacity, the "Administrative Agent") under that certain Amended and Restated Credit Agreement dated as of March 15, 2021 (as amended, restated, supplemented,
II. Identification of Secured Parties and Collateral Documents
Medium
⚑ Assignment / subcontracting
II. Identification of Secured Parties and Collateral Documents As you are aware, the obligations of the Borrower and the subsidiary guarantors under the Credit Agreement and the other Loan Documents are secured by various liens, security interests, mortgages, deeds of trust, and other encumbrances (collectively, the "Liens") created and granted pursuant to the security agreements, mortgages, deeds of trust, deeds to
III. Formal Request for UCC-3 Termination Statements
Standard
⚑ Commercial term
III. Formal Request for UCC-3 Termination Statements Immediately upon receipt by Greystone National Bank, N.A., as Administrative Agent, of the aggregate payoff amount in full on June 25, 2024 (or such later date on which full payment is received in immediately available funds), VHG hereby requests that the Administrative Agent promptly prepare and file, or authorize the Borrower or its counsel, Calderwood & Harkness
IV. Formal Request for Release of Mortgages, Deeds of Trust, and Other Real Property Liens
Standard
⚑ Commercial term
IV. Formal Request for Release of Mortgages, Deeds of Trust, and Other Real Property Liens In addition to the filing of UCC-3 termination statements as set forth in Section III above, VHG hereby requests that Greystone National Bank, N.A., as Administrative Agent, upon receipt of the aggregate payoff amount in full, promptly execute and deliver recordable mortgage releases, satisfactions of mortgage, reconveyances, r
V. Release of Other Collateral and Security Interests
Medium
⚑ Assignment / subcontracting
V. Release of Other Collateral and Security Interests VHG further requests that, upon receipt of the aggregate payoff amount in full on June 25, 2024 (or such later date on which full payment is received), the Administrative Agent also take the following actions with respect to the remaining categories of collateral and security interests granted under the Security Documents: (a) Deposit Account Control Agreements. D
VI. Authorization to File on Behalf of Administrative Agent
Medium
⚑ Forum / governing law
VI. Authorization to File on Behalf of Administrative Agent VHG recognizes that the preparation, execution, and filing or recording of the termination statements, mortgage releases, and other release instruments described in this letter may require coordination among multiple parties and filing offices. To the extent that the Administrative Agent is unable to file or record any such termination statements, mortgage r
VII. Confirmation of Full Release / No Surviving Obligations
High
⚑ Indemnity / guarantee obligation
VII. Confirmation of Full Release / No Surviving Obligations VHG further requests that, upon receipt of the aggregate payoff amount in full on June 25, 2024 (or such later date on which full payment is received in immediately available funds), the Administrative Agent provide written confirmation (by executed letter or email from an authorized officer of Greystone National Bank, N.A.) of the following: (a) That all o
VIII. Delivery Instructions / Contact Information
VIII. Delivery Instructions / Contact Information All executed release and termination documents, filed UCC-3 termination statements, file-stamped copies of recorded mortgage releases, and all related correspondence should be delivered to the following persons and addresses: Primary — VHG: David K. Moretti General Counsel & Secretary Verimark Hospitality Group Inc. 2400 Brickell Bay Drive, Suite 3100 Miami, FL 33129
IX. Context of Request / Refinancing Transaction
Standard
⚑ Commercial term
IX. Context of Request / Refinancing Transaction By way of context for the timing of this request, VHG is refinancing the existing credit facility under the Credit Agreement in connection with the issuance by VHG of $500,000,000 aggregate principal amount of 8.250% Senior Notes due 2031 (the "Notes"), to be offered and sold pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The closi
X. Closing
X. Closing VHG greatly appreciates Greystone's attention to this matter and the cooperative relationship between VHG and the Administrative Agent throughout the term of the Credit Agreement. VHG and its counsel at Calderwood & Harkness LLP stand ready to coordinate and assist with the preparation, execution, filing, and recording of all necessary release and termination documents, and to address any questions or conc